Free Brief in Opposition to Motion - District Court of Colorado - Colorado

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GANNETT CO.. INC. RETIREMENT PLAN PLAN PROVISIONS

PART II(a) Appendix C

This appendix contains special provisions applicable to employees of Federated and Tarentum who were participants in the prior plans maintained by these properties as of December 31, 1977. The provisions in this appendix apply in conjunction with the similarly numbered provisions in Part II(a> C-4. Basic Pension Benefits: (i) The benefit in 4(b)(i) is the lesser of (A) and (B) below: (A) (B) The benefit determined as in 4(b)(i) based on Credited Service plus Noncontributory Service. The benefit determined in 4(b)(i) based on Credited Service, plus the Prior Plan Benefit as described below.

Noncontributory Service is that period of service when the participant was eligible to contribute to the prior plan but did not. The Prior Plan Benefit is equal to, for Federated, $3.30 per month per year of Noncontributory Service and, for Tarentum, 10% of the annual earnings in effect on January 1, 1978 multiplied by the ratio of Noncontributory Service to the sum of Credited Service plus Noncontributory Service. (ii) Upon withdrawal of contributions, the benefit in 4(b)(i) is the greater of (A) and (B) below: (A) (B) The benefit determined in (i) above less the Benefit Attributable to Employee Contributions as described in item 11 of Part II(a). The lesser of
- the benefit determined in (i)(A) above

and
- the benefit determined as in 4(b)(i) based on Credited Service minus

Contributory Service, plus the Prior Plan Benefit as described below.

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Gannett Co., Inc. Retirement Plan

PART II(a) Appendix C (continued)

Contributory Service is that period of service for which the withdrawn contributions applied. (Note that no employee contributions were permitted after December 3 1, 1974 for Federated and after December 31,1977 for Tarenturn.) Upon withdrawal of contributions, the Prior Plan Benefit is equal to, for Federated, $3.30 per month per year of Noncontributory Service plus Contributory Service and, for Tarenturn, 10% of the annual earnings in effect on January 1, 1978 multiplied by the ratio of the sum of Noncontributory Service plus Contributory Service to the sum of Credited Service plus Noncontributory Service.

I
1

C-5.

Basic Vested Benefits: (i) The benefit in 5(b)(i) is the lesser of (A) and (B) below: (A) (B) The benefit determined as in 5(b)(i) based on Credited Service plus Noncontributory Service. The benefit as described in 4(b)(i)(A) based on prospective Credited Service at normal retirement, multiplied by the ratio of actual Credited Service to prospective Credited Service at normal retirement plus the Prior Plan Benefit, less the Social Security Offset used in 5(b)(i)(B).

(ii)

Upon withdrawal of contributions, the benefit in 5(b)(i) is the greater of (A) and (B) below: (A) The benefit determined in (i) above less the Benefit Attributable to Employee Contributions as described in item 11 of Part II(a). The lesser of the benefit determined in (i)(A) above and the benefit determined as in 5(b)(i) based on Credited Service minus Contributory Service.

(B)

I

C-6.

Basic Early Retirement Benefits: The benefits in 6(b)(i) are determined as follows: Benefit payable before age 62: The benefit determined as in C-5(b)(i) above, plus a Social Security Offset equal to 50% of the Primary Social Security Benefit prorated over 35 years of Credited Service, reduced by .00333 for each month early retirement date precedes normal retirement date. For participants who retire from active employment on or after age 60 with at least 25 years of Credited Service, the reduction is .00208 per month.

1

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Gannett Co., Inc. Retirement Plan

PART II(a) Appendix C (continued)

Benefit payable on or after age 62: The benefit payable before age 62, as described above, less the Social Security Offset added on above reduced for payment prior to age 65 in accordance with percentage reductions in Social Security benefits. The applicable factor is the one for age 62 or actual early retirement age, if later. The applicable Credited Service for prorating the Primary Social Security Benefit is the Credited Service (with or without Noncontibutory or Contibutory Service) used in the Social Security offset portion of the benefit formula which yields the accrued benefit payable at age 65.

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GANNETT CO., INC. RETIREMENT PLAN SUPPLEMENT NO. 1

PART II(a) Appendix D

iTO THE COURIER-JOURNAL AND LOUISVILLE TIMES RETIREMENT PLAN) e 1. E l i ~ b l Members: Members of Louisville Typographical Union #10 (the Union) who are listed in Attachment #1 of the Addendum Agreement between the Union and Courier-Journal and Louisville Times Company dated March 24, 1975 (the Agreement) and who are receiving special retirement benefits pursuant to Item 9 or Item 11 of that agreement. A list of Eligible Members is set forth in Exhibit A.
2.

Effective Date: April 1, 1986. Additional Benefits Provided: Each Eligible Member listed in Exhibit A shall receive the benefit under the Agreement as set forth in the Exhibit in addition to the member's regular pension under the plan.

3.

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Gannett Co., Inc. Retirement Plan

PART II(a) Appendix D (continued) Supplement No. 1 Exhibit A Eligible Members and Benefits

Name Marvin L. Allen Howard E. Bensing John Blanton Lloyd E. Brown Julian Downard Frank J. Gnadinger Paul J. Grube Leslie Home Charles E. Reeves Cecil D. Roberts Robert L. Rueve Carl E. Shown Raymond Snyder Earl Wallace Harry E. Womble Clairborne Yates Edith L. Briley* Virginia Churchman*

Soc. Sec. No.

Payment Form W10 YR Certain LI10 YR Certain 4/1/92

Monthly Benefit $ 15.21

W10 YR Certain 6/1/91 thru 9/86 L/10 YR Certain 9/1/94 L/ 10 YR Certain 2/1/92 L/10 YR Certain 1/1/92 Life Life Life

* Widow

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Gannett Co., Inc. Retirement Plan

PART II(a) Appendix D (continued) SUPPLEMENT NO. 2

{TO THE COURIER-JOURNAL AND LOUISVILLE TIMES RETIREMENT PLAN) 1. Eligible Members: Former employees of the Courier-Journal and Louisville Times Company who were receiving a disability pension paid directly by the Company on March 1, 1986. A list of Eligible Members is set forth in Exhibit A.

2 Effective Date: April 1, 1986. .
3.

Additional Benefits Provided: Each Eligible Member listed in Exhibit A shall receive the benefit set forth in the Exhibit A in addition to the member's regular pension under the plan.

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Gannett Co., Inc. Retirement Plan

PART II(a) Appendix D (continued) Supplement No. 2 Exhibit A Eligible Members and Benefits Monthly Benefit $154.92 82.73 126.67 148.35 46.50 165.25 84.02

Name M. J. Anderson H. Bolser A. Bornstein H. Browning A. Bush E. Denny A. Duval W. Gallager J. L. Gregory J. H. Hughes C. James P. Mathieson E. McCoy M. Morgan F. Neurnan E. Schell Q. F. Snead R. E. Weber C. Weikel H. B. Harmon F. Neufelder G. Read

Payment Form Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity Life Annuity

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GANNETT CO., INC. RETIREMENT PLAN PLAN PROVISIONS

PART II(a) Appendix E

This appendix contains special provisions for all active participants on or after January 1, 1994 whose accrued benefit as of a date on or after January 1, 1994 is based on Earnings in excess of $150,000 for a plan year beginning prior to January 1,1994 (i.e., all active participants whose frozen accrued benefit as of December 3 1,1993 is based on Earnings in excess of $150,000 and that frozen accrued benefit exceeds the current accrued benefit under the plan if the provisions in this appendix are ignored). For these participants the provisions in this appendix are alternatives and apply only if they produce a greater benefit than the similarly number provisions in Part II(a). E-4. Basic Pension Benefits: (b)(iv) (A) The alternative benefit is the sum of (A) and (B) below: The benefit determined under 4(b)(i)(A) multiplied by a fraction (the "Service Ratio"), the numerator of which is the employee's years of Credited Service earned on and after January 1, 1994 ("Future Service"), and the denominator of which is the employee's total years of Credited Service, reduced by a Social Security Offset equal to 50% of the Primary Social Security Benefit multiplied by the ratio of Future Service to 35. The Social Security Offset may not exceed 50% of the benefit prior to the offset. The frozen accrued benefit as of December 31,1993, i.e., the accrued benefit as of December 3 1, 1993 without regard to the $150,000 limitation on Earnings, but taking into account the limitations on Earnings in effect for 1993 and earlier years.

(B)

E-5.

Basic Vested Benefits: (b)(iii) (A) (B) The alternative benefit is the sum of (A) and (B) below: The benefit determined under (5)(b)(i)(A) multiplied by the applicable Service Ratio and reduced for Social Security as described in E-4(b)(iv)(A) above. The frozen accrued benefit as of December 3 1,1993, i.e., the accrued benefit as of December 3 1, 1993 without regard to the $150,000 limitation on Earnings, but taking into account the limitations on Earnings in effect for 1993 and earlier years.

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Gannett Co., Inc. Retirement Plan

PART II(a) Appendix E (continued)

E-6.

Basic Early Retirement Benefits: (b)(iii) If the alternative benefit calculated in E-5 applies, then the early retirement benefits are determined as follows: Benefit payable before age 62: The benefit determined as in E-5(b)(iii) above, plus a Social Security Offset equal to 50% of the Primary Social Security Benefit multiplied by the ratio of the participant's total Credited Service to 35 years, reduced by -00333 for each month early retirement precedes normal retirement date. For participants who retire fiom active employment on or after age 60 with at least 25 years of total Credited Service, the reduction is .00208 per month. Benefit payable on or after age 62: The benefit payable before age 62, as described above, less the Social Security Offset (as added on above) reduced for payment prior to age 65 in accordance with percentage reductions in Social Security benefits. The applicable factor is the one for age 62, or actual retirement age, if later.

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PART II(b) GANNETT CO., INC. RETIREMENT PLAN PLAN PROVISIONS 1. Effective Date: Amended and restated effective January 1, 1989. Prior to this restatement, the properties included in this Part II(b) were generally covered under the provisions of their separate plans as they existed prior to merger into the Gannett Retirement Plan. Later dates indicate the date the forrnula under this plan became effective. Reference Name Detroit Newspaper Partners Tucson -Citizen Great Falls -Nonunion Desert Sun Community Newspaper Group Tucson -TNI Partners Little Rock (KTHV) Tampa (WTSP-TV) Grand Rapids (WZZM-TV) Detroit Free Press Date November 27,1989 January 1, 1990 March 28,1990 September 7, 1990 December 30,1990 July 1, 1995 December 9,1996 January 31,1997 August 3,2005

Union plan provisions were in effect for the following groups of employees prior to: June 20, 1989 for the Painters' union at St. Louis Outdoor. January 1, 1992 for the Painters' union at Texas Outdoor. January 1, 1993 for the Great Falls Newspaper Guild Local 81. March 12,1998 for KARE-TV The provis'ions of this plan were effective for the maintenance staff of the Detroit Newspaper Agency fiom November 27, 1989 until May 1, 1992. Assets and liabilities for these participants were transferred to the Detroit Newspaper Guild International Plan on April 15, 1994. The following units have been sold: Gannett Outdoor of Arizona was sold on August 21, 1992 Kansas City (KCMOIKCMO-FM) was sold in August 1993 St. Louis (KUSAIKSD-FM) was sold on September 30, 1993 Boston (WLVI) was sold in April 1994. All Outdoor units, including Gannett Transit of New York, were sold in October 1996. San Diego (KSDO-AMIKCLX-FM), Los Angeles (KIIS-MFM), and Tampa (WDAE) were sold December 9, 1996. Oklahoma City (KOCO) was sold January 3 1, 1997.

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Gannett Co., Inc. Retirement Plan Dallas (KHKS), Houston (KKBQ) and Chicago (WGCI) were sold on December 27, 1997. The Detroit News was sold on August 3,2005

PART II(b) (continued)

Accruals for covered employees at these properties cease on the sale date. For vested participants, benefits accrued to the date of sale become payable under the terms of the plan applicable to vested terminated employees or deferred early retirees, if retirement eligible on the date of sale. The same provisions apply to employees of The Arkansas Gazette which has also been sold. For active participants of The Detroit News as of the sale date above, service with The Detroit News, while it is affiliated with the Detroit Newspaper Partners, is counted towards eligibility service for vesting and early retirement.

2 Eligibility for Participation: All participants as of December 31, 1988 under the terms of the . various provisions as then in effect remain participants. All other employees become participants on the later of January 1, 1989 or the first day of the month coincident with or next following date of hire. An employee who is covered by a collective bargaining agreement becomes a participant only if the agreement specifically provides for participation.
Maximum age provisions were eliminated as of January 1, 1988. Any active employee previously excluded by these provisions became a participant retroactively according to the requirements otherwise in effect on the date of employment. 3. Definitions: (a) Computation Period: The 12-month period beginning on the first day on which an hour of service is completed and each anniversary thereof For part-time employees hired prior to January 1, 1976 (January 1, 1989 for Wilmington) or after January 1, 1998, the computation period is the calendar year. Credited Service*: (For benefit accrual) (i) Before January 1, 1989: As credited under terms of the provisions in effect on December 31,1988. See Appendix A of this Part II(b). (ii) For years beginning on or after January 1, 1989: Generally, one year of Credited Service is granted for each Computation Period in which the participant accumulates 1,820 hours. Partial years of Credited Service are granted for each Computation Period during which the employee completes at least 1,000 hours as the ratio of actual hours worked to 1,820. Credit is granted for less than 1,000 hours during the einployee's final Computation Period if Credited Service has accrued in a prior Computation Period. For full-time employees, Credited Service is measured using elapsed time fioin date of hire to the end of the month in which retirement or tennination occurs. Effective January 1, 1989, Credited Service based on 35 hours per week is credited for participants who are disabled and eligible under the shortterm or long-term disability plans of the Company.

(b)

-- -

*Actual date is maintained in the employee's service record.

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Gannett Co., Inc. Retirement Plan

PART II(b) (continued)

For the following units, no Credited Service is considered prior to the date shown: Little Rock (KTHV) Tucson -Citizen Desert Sun Community Newspaper Group Tucson -TNI Partners Flint Billposters (Outdoor of Michigan) (sold October 1996) Tampa (WTSP-TV) Grand Rapids (WZZM-TV) Atlanta (WXIA) [employees listed in Appendix D of this Part II(b)] Former members of the St. Louis Outdoor Painters' Union (sold October 1996) Former members of the Texas Outdoor Painters' Union (sold October 1996) Full-time announcers at Los Angeles (KIIS-AM/FM) (sold December 9, 1996) July 1,1995 January 1,1990 September 7, 1990 January 1, 1990 June 1,1992 December 9, 1996 February 1, 1997

September 1, 1974 June 19,1989 January 1,1992 July 1, 1992

For the Detroit Newspaper Agency maintenance employees who became union members on May 1, 1992 and did not retire under the Special Early Retirement Program offered at that time, benefit accruals under this plan cease as of May 1, 1992. For Detroit Newspaper Agency employees who became covered under the provisions of a union plan in February 1997, benefit accruals cease as of that date. (iii) For KARE employees who were union members on the date of acquisition and later transfer to a nonunion position or otherwise become nonunion employees: if prior to March 12, 1998, credited service accrues from same date as under the union plan provisions; if due to decertification as of March 12,1998, credited service accrues froin date of participation as defined for a nonunion KARE employee hired on the same date as the former KARE union employee. For W*USA employees hired prior to June 26, 1978, Credited Service for period of employment prior to January 1, 1979 is as determined under the prior Post

(iv)

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Gannett Co., Inc. Retirement Plan

PART II(b) (continued) Newsweek plan. For all other W*USA employees, Credited Service is determined under the applicable provisions of this plan for all periods of employment.

(v)

All service with Multimedia prior to and after the date of acquisition is includable in the determination of Credited Service under this plan, subject to all the provisions of this plan (e-g., break-in-service rules and hours requirements). All Credited Service for El Paso participants is fiozen as of February 28,2006.

-1

I

(vi)
(c)

Service*: (For eligibility and vesting) (i) (ii) Before January 1, 1989: As credited under terms of the provisions in effect on December 31,1988. See Appendix A ofthis Part II(b). On or after January 1, 1989: In general, for full-time employees, Service is measured using the elapsed time method except for the final year of employment. In the final year of employment, a participant is credited with a full year of Service only if the number of credited hours equals or exceeds 1,000. Hours are credited at the rate of 190 hours for each month in which the participant works at least one hour. For part-time employees, one year of Service is credited for each Computation Period in which at least 1,000 hours of service are completed. Service continues to accrue for disabled employees who are eligible for benefits fiom the short-term or long-term disability plans of the Company. All service with Multimedia prior to and after the date of acquisition is includable in the determination of service under this plan, subject to all the provisions of this plan (e.g., break-in-service rules and hours requirements). Service for El Paso participants will include all periods of employment with the Texas-New Mexico Newspaper Partnership.

(iii)

(iv) (d)

Earnings: Basic compensation, including commissions, overtime pay and performancerelated bonuses, but excluding deferred compensation and profit sharing distributions and/or contributions. For an eligible disabled participant, the basic compensation at the rate in effect at date of disability will be assumed to continue for the purpose of determining Final Average Earnings. Final Average Earnings: The average of the participant's Earnings during the 60 consecutive months of Credited Service out of the last 120 months of Credited Service prior to retirement or termination resulting in the highest average. Credited Service for this purpose is without regard to any limitations based on dates of acquisition. Final Average Earnings for each El Paso participant is fiozen as of February 28,2006. Covered compensation: The 35-year average of Social Security wage bases ending in the year prior to the year of termination or retirement, not to exceed the level in effect the year the participant attains Social Security Normal Retirement Age. Covered Compensation is fiozen as of February 28,2006 for El Paso participants.

(e)

(0

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Gannett Co., Inc. Retirement Plan (g)

PART II(b) (continued)

Minimum Retirement Income: Benefit payable as a life annuity at age 65, or current age if older, that the participant had accrued under the plan as of December 3 1, 1988 based on the provisions as then in effect.

(h) Coordination With Predecessor Plans: Participants who were covered by plans sponsored by affiliated companies prior to the adoption of this plan by the affiliate are generally guaranteed a total retirement income equal to the benefit that would have been provided by this plan as if all Credited Service had been counted as Credited Service under this plan. Alternative benefits are also calculated which may be larger. Where they apply, the alternative provisions are contained in Appendix B to this Part II(b). (i) Minimum Benefit: For nonunion participants and union participants whose retirement benefits are not subject to collective bargaining, who retire fkom active employment, $600 per year reduced by .00333 for each month early retirement precedes the normal retirement date. (Applicable for employees covered under collective bargaining agreements only if specifically provided for in the agreement.) Prior Plan Offsets: For certain properties, the benefits calculated under the provisions of this plan are offset by amounts paid or payable under a prior plan. Prior Plan Offsets include: (i) For KARE employees, the vested benefit accrued to April 13, 1983 under the plan in effect prior to that time. For KARE employees who were union members on the acquisition date and later became nonunion employees due to the decertification, the union benefit accrued as of the acquisition date. For W*USA employees, a level amount actuarially equivalent to 100% of the benefit accrued in the Post-Newsweek plan that was effective prior to June 26, 1978. This amount is maintained in the employee's personnel record. For participants in the prior defined benefit plans maintained by Great Falls (who were nonunion employees on the acquisition date) and the individual employers with an interest in the Detroit Newspaper Agency prior to July 3 1,2005, the prior plan benefit or benefits attributable to any service also counted under this plan. For participants who formerly participated in a plan sponsored by a union, the benefit accrued in the union plan up to the effective date of the decertification or transfer fi-om the union position covered by the prior plan; based only on service concurrent with that credited under this plan, is appIied as an offset to a Gannett all-service benefit payable at age 65. [See Appendix C of this Part II(b) for special provisions regarding former members of the Painters' Unions at St. Louis Outdoor and Texas Outdoor.] Former members of the Great Falls Newspaper Guild Local 8 1 receive an all-service benefit with no offsets. For prior defined contribution plans, the participant's account balance at the earlier of withdrawal or termination is converted to a full cash-refund annuity based on the PBGC interest rates in effect for lump s u n distributions at termination. (v) For participants in a prior defmed benefit plan maintained by Knight-Ridder, Inc., who became covered under this plan as a result of the formation of Detroit

(j)

(ii)

(iii)

(iv)

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SI-75 Gannett Co., Inc. Retirement Plan PART I@) (continued) Newspaper Partners on August 3,2005 and are employed at the Detroit Free Press, the prior plan benefit attributable to any service counted under this plan.

(k)

Prior Plan Minimum: For Wilmington participants hired prior to January 1, 1989: 1.1% of average earnings times completed years of Credited Service, where average earnings is the average over the highest 120 months prior to retirement or termination assuming earnings for 1989 and later equal the rate of pay in effect on December 3 1, 1988. For former members of Great Falls Newspaper Guild Local 81: the accrued benefit under the union provisions in effect on December 31, 1992. For former members of KARE union who transfer to a nonunion position or otherwise become nonunion employees, the benefit accrued under the KARE union provisions as of the date of status change.

4.

Basic Pension Benefits: (a) Elifibilitv: The first of the month coincident with or next following the later of attainment of age 65 or the fifth anniversary of participation. For participants as of June 1, 1991, the service requirement does not apply. Prospective Benefit: The greater of (i), (ii), (iii), (iv) or (v), but in no event greater than (vi) or (vii), less (viii), plus (ix) (i) 1% of Final Average Earnings not in excess of Covered Compensation times Credited Service up to a maximum of 35 years plus 1.5% of Final Average Earnings in excess of Covered Compensation times Credited Service up to a maximum of 35 years plus for Wilmington, The Detroit News, Detroit Newspaper Partners, and Detroit Free Press, 0.5% of Final Average Earnings times Credited Service in excess of 35 years plus for the Tucson Agency, the accrued benefit as of December 3 1,1989 under the plan as then in effect plus

(b)

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Gannett Co., Inc. Retirement Plan

PART I@) (continued)

for the Atlanta (WXIA) employees listed in Appendix D of this Part II(b), the accrued benefit as of August 27, 1974 under the plan as then in effect, also provided in the Appendix plus for Little Rock (KTHV), the accrued benefit as of June 30, 1995 under the plan then in effect converted to a single life annuity as described in Appendix F of this Part II(b). For the Tucson Agency, the 35-year Credited Service maximum applies to service after December 3 1, 1989 only. For the Atlanta (WXIA) employees mentioned above, the 35-year Credited Service maximum applies to service after August 27, 1974 only. For Little Rock (KTHV) employees, the 35-year Credited Service maximum applies to service after June 30, 1995 only. (ii) The Minimum Retirement Income. (iii) The Minimum Benefit. For the Tucson Citizen, the Minimum Benefit is applied to the total of the benefit payable from this plan plus the Annuity Equivalent of the prior profit sharing account balance.
(iv) The alternative benefit described in Appendix B of this Part II(b).

(v)

The Prior Plan Minimum.

(vi) For employees who transfer from an affiliated company which does not participate in this plan: the benefit described in (i), (ii), (iii) or (v) calculated assuming that nonunion Service with the affiliated company counts as Credited Service in this plan, but decreased by any benefit the employee may receive under the provisions of a plan maintained by the affiliated company. (vii) For the Atlanta (WXIA) employees listed in Appendix D of this Part II(b), the benefit based on the career pay formula in effect on August 27,1974 as described in the Appendix for all service after 1963 assuming earnings as of December 3 1, 1974 remain constant for years after 1974. (Calculated as Prior Plan Accrued Benefit shown in Appendix D plus career pay accruals for service after August 27,1974.) (viii) For KARE, W*USA, Great Falls, the Detroit Newspaper Partners, Detroit Free Press, and decertified unions, the Prior Plan Offset. [See Appendix C of this Part II(b) for special provisions regarding former members of the Painters' Unions at St. Louis Outdoor and Texas Outdoor.] (ix) For KARE employees who were union members as of the March 12, 1998 (date of decertification), employee contributions plus interest as of December 3 1,1998, converted to a single life annuity payable at the later of age 65 or age as of December 3 1, 1998, based on the 1983 GAM Mortality Table and 5.25% interest.

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,

Gannett Co., Inc. Retirement Plan
5.

PART I@) (continued)

Basic Vested Benefits: (a) Elinibilitv: In general, participants are 100% vested after five years of Service or, for participants as of June 1, 1991, attainment of age 65, if earlier.

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Gannett Co., Inc. Retirement Plan
(b)

PART II(b) (continued)

Prospective Benefit: Benefit payable at age 65 equals the greater of (i), (ii), (iii) or (iv), but in no event greater than (v), less (vi). (i) (ii) (iii) (iv) The benefit as described in 4(b)(i) above. The Minimum Retirement Income. The alternative benefit described in Appendix B of this Part I@). The Prior Plan Minimum. The benefit described in 4(b)(vi). The Prior Plan Offset described in 4(b)(viii).

(v)
(vi) (c)

Early Commencement of Payments: A participant may elect to have benefit payments commence on the first of any month coincident with or following attainment of age 55, but no later than the normal retirement date. The benefit shall equal the amount described in (b) above, actuarially reduced for each month payment commencement date precedes normal retirement date. [See item 6(c) for additional details regarding early retirement benefits for the Detroit Newspaper Partners]. Special early retirement reductions apply for certain vested participants who terminated prior to January 1, 1989 as follows: No reduction for employees who had completed 30 years of Service at termination provided payment is elected to begin at or after age 60. (Applies to vested participants who terminate on or after January 1,1989 if the reduced benefit is less than the Minimum Retirement Income reduced according to this provision.) CCC and Cincinnati and The Detroit News United Advertising El Paso Little Rock TNI Partners 11180th for each of the first 60 months early and 11360th for each of the next 60 months. 11180th for each month early provided payment is elected to begin at or after age 60. .005 for each month early. .00333 for each month early. Applicable only to portion of benefit accrued prior to January 1, 1990,5% for each year retirement precedes age 65.

(d) For Little Rock (KTHV) employees the early retirement benefit will not be less than the accrued benefit as of June 30, 1995 reduced by the prior plan early retirement factors described in item 5(b) in Appendix F of t h s Part II(b).

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Gannett Co., Inc. Retirement Plan 6. Basic Early Retirement Benefits: (a)

PART II(b) (continued)

Elis5bilitv: The first day of any month on or after both attainment of age 55 and completion of five years of Service. Prospective Benefit: Greater of (i), (ii) or (iii), but in no event greater than (iv). (i) Greater of 4(b)(i), 4(b)(ii), 4(b)(iii) or 4(b)(v), less any vested benefit attributable to nonunion Service with a nonparticipating affiliate* payable at age 65 and any Prior Plan Offset payable at age 65 (except for the Detroit Newspaper Partners and the Detroit Free Press), reduced by .00333 for each month early retirement precedes normal retirement date. No reduction is applied for Wilmington employees who have attained age 60 and completed 30 years of Service, provided they were participants and had attained age 55 as of December 3 1, 1988. For Wilmington employees only, who have attained age 60 and completed 30 years of Service, the Minimum Retirement Income with no reduction. If the alternative benefit in 4(b)(iv) applies, then the benefit payable is the alternative benefit described in Appendix B of this Part II(b), less the Prior Plan Offset reduced by .00333 for each month early retirement precedes normal retirement date (except for the Detroit Newspaper Partners and the Detroit Free Press). The benefit described in 4(b)(vi)reduced for early retirement as in (i) above. See Appendix C of this Part II(b) for special provisions regarding former members of the Painters' Unions at St. Louis Outdoor and Texas Outdoor. For Little Rock (KTHV) employees, the early retirement benefit will not be less than the accrued benefit as of June 30, 1995 reduced by the prior plan early retirement factors described in item 5(b) in Appendix F of this Part II(b).

(b)

(ii) (iii)

(iv) (v)
(vi)

(c)

For employees of the Detroit Newspaper Partners and the Detroit Free Press, the Prior Plan Offset is applied to reduce the benefit payable from the plan after reduction for early retirement. The benefit payable is the benefit determined in (b) above less the Prior Plan Offset reduced by the prior plan's early retirement factor. If a participant retires under this plan at an earlier age than benefits are first available under the prior plan, the offset is not applied until the earliest retirement age under the prior plan. Option factors are applied to net benefits payable froin this plan.

7.

Disability Benefits: Certain employees who become pennanently disabled have disability benefits payable from a separate long-term disability plan. Benefits fiom this Retirement Plan are payable at age 65 or when LTD coverage ceases, if later. Benefits are based on continued service accrual to actual retirement date and annual Earnings subsequent to disability equal to the annual earnings rate as of the date of disability. For employees who became disabled prior to January 1,1989, benefits based on continued accrual are payable fiom this plan only if provided for under the terms of the separate plans in effect on December 31, 1988.

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Gannett Co., Inc. Retirement Plan

PART II(b) (continued)

8.

Preretirement Death Benefits: (a) Eligibility: (i) For active employees, vested terminations prior to January 1, 1988 and on or after September 4, 1974, and deferred retirees: A benefit is payable to the spouse of any participant who dies after earning the right to a vested benefit provided they have been married for at least one year prior to the participant's death. For vested terminations on and after January 1, 1988: A benefit is payable to the eligible spouse provided the participant did not elect to waive this option.

(ii)

(b)

Prospective Benefit for Deaths On or After Attainment of Age 55: The benefit that would have been payable* under the 100% contingent annuity option had the participant retired early on the first of the month following or coincident with the date of death. Prospective Benefit for Deaths Prior to Attainment of Age 55: The benefit that would have been payable* under the 100% contingent annuity option if the participant had separated from service on the date of death (for participants in active service at death), survived to the earliest early retirement date, retired on such date, and then died. For covered spouses of vested terminations prior to January 1,1989, benefits are payable under the 50% contingent annuity option. For spouses of vested terminations on and after January 1, 1988 who did not waive the option, benefits are reduced for each year between the effective date of the option and the date of death as follows: For Years Between Ages 100% CA Level 0.2% per year 0.4% 1.O% 50% CA Level 0.1% per year 0.2% 0.5%

(c)

(d) (e)

Duration of Payment: Life of the spouse. Other Preretirement Death Benefits: For plans that were contributory, beneficiaries will receive the excess, if any, of the employee contributions with interest over the total payments received by the spouse, if any.

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PART II(b) (continued)

9.

Postretirement Death Benefits: None except as may be provided under the normal form of annuity or election of an option except that: (a) For plans that were contributory, beneficiaries will receive the excess, if any, of the employee contributions with interest over the total benefit paid to the participant and any contingent annuitant. For El Paso employees who were participants on December 3 1, 1988, who die on or after retirement from active employment, and who did not elect a lump sum option, an amount equal to 25% of average compensation is payable in a lump sum, subject to a minimum of $2,500 and a maximum of $10,000. For this purpose, average compensation is the five-year average of compensation as reported on the W-2 form, including bonuses, but excluding severance or sick leave pay, and other extraordinary compensation allowances as of December 3 1, and assuming level compensation after 1989 at the rate in effect on December 31, 1989.

(b)

10.

Basic Postponed Retirement Benefits: (a) Elinibilitv: Effective January 1, 1988, the first of any month following a participant's normal retirement date. Credited Service for all employment following the normal retirement date is retroactively given to any participant on January 1, 1988 who was:
-

age 65 or older, actively employed, and not in receipt of benefits.

(b)

Prospective Benefit: The benefit as described in 4(b) above based on Final Average Earnings and Credited Service as of postponed retirement date, but using Covered Compensation frozen as of the participant's Social Security Normal Retirement Age. Reductions to the pension benefit attributable to other defined benefit plans are frozen at the age 65 level. For special provisions regarding participants who remain actively employed beyond the April 1 following the calendar year in which they attain age 70 %, see item (14) of this Part II(b).

(c)

11.

Employee Contributions: (a)
(b)

Currently, no contributions are required of employees. Some prior plans were contributory. Employee contributions are retained in the Trust for some current and prior employees of The Detroit News, Little Rock and the Tucson Agency. All employee contributions and earnings thereon are fully vested.

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Gannett Co., Inc. Retirement Plan (c)

PART II(b) (continued)

Effective January 1, 1989, employee contributions are credited with interest at the Pension Reform Rate for each year beginning on and after January 1, 1988. Future accumulations are based on the PBGC interest rate structure in effect on the first day of the plan year in which termination or retirement occurs. Effective January 1, 1998, future accumulations are based on interest equal to the average 30-year Treasury rates in effect during November of the immediately prior year.

(d) Upon withdrawal of employee contributions and interest thereon, an adjustment is made to the employee's normal retirement benefit to reflect the value of such withdrawn amount. The resulting benefit shall be the larger of: (i) (ii) (iii) (e) the benefit computed using all Credited Service less Credited Service applicable to the period for which the withdrawn contributions applied, or the total benefit payable to the employee less the Benefit Attributable to the Employee's Contributions, or for TNI Partners' employees, the basic benefit under the prior plan based on service through 12131183.

Benefit Attributable to the Employee's Contributions: The projected accumulated value of the employee's contributions at normal retirement or later is converted to an annuity based on the applicable interest rate and applicable mortality table described in item (13) below with the offset not greater than that resulting from the use of an 8% interest rate and the TPF&C Forecast Mortality Table with ages set back three years. For withdrawals prior to January 1, 1998, the Benefit Attributable to the Employee's Contributions is determined in accordance with the provisions in effect on the date of withdrawal.

12. Normal and Optional Forms of Benefits: Normal form for unmarried employees is a life annuity. Married employees receive the basic benefits described above actuarially reduced to provide for a 100% contingent annuitant option with the spouse as the contingent annuitant. All employees may elect any of the following optional forms of benefits:

(a)
(b)

Life annuity. 50%, 66 2/3%, 75% or 100% contingent annuitant options. 10-year certain and continuous annuity.

(c)

Additional optional forms are available to certain participants. Unless otherwise indicated, these options are available only if the benefit payable is based on the Minimun Retirement Income. United Advertising Lansdale Level income annuity 5-year certain and continuous annuity 15-year certain and continuous annuity Level income annuity

*For a participant with a vested benefit attributable to nonunion Service with a nonparticipating affiliate, Credited Service in 6(b)(i) shall include Credited Service with the nonparticipating affiliate

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Gannett Co., Inc. Retirement Plan Hattiesburg, Madison County and Jackson, Ms.

PART II(b) (continued) 5-year certain and continuous annuity Level income annuity Lump sum; for participants who had attained age 55 and completed 5 years of Credited Service as of December 3 1, 1988, a lump sum is available regardless of which benefit formula applies. Level income annuity 10-year certain and continuous annuity based on prior plan conversion factors. 5-year certain and continuous annuity 10-year certain and continuous annuity based on prior plan conversion factors. For participants who had attained age 55 and completed 15 years of Credited Service as of December 3 1,1988, a lump sum is available under the terms of the prior plan regardless of which benefit formula applies.

Washington (W*USA) Detroit (former Combined Pension Plan)

Little Rock

Level income annuity 50% contingent annuitant option with level income annuity. Participants in the prior plan as of June 30, 1995, may elect a lump sum of the benefit accrued to that date based on the prior plan's lump sum basis as described in Appendix F of this Part (b).

Little Rock (KTHV)

13.

Lump Sum Distributions: If the present value of monthly benefit payments is less than $1,000 (prior to March 28,2005, $5,000), payment will be made in the form of a lump sum. Lump sum values are determined based on the average 30-year Treasury rates in effect during November of the year immediately prior to the date of distribution and the 1994 GAR Unisex Mortality Table. In general, deferred rates are applied for benefits payable at age 65 to vested terminated participants and benefits payable at the employee's age 55 to spouses of vested participants who die prior to age 55; immediate rates are applied for benefits payable immediately to retired participants and to spouses of vested participants who die on or after age 55.

14. Minimum Distribution Requirements: For employees who attain age 70 % prior to 1999, payment of benefits shall begin no later than the April 1 following the calendar year in which an employee attains age 70 ?4even though the employee has not yet retired. For employees who become participants after June 1, 1991, payments do not begin until the participant completes five years of Service. Commencement of benefits may have been delayed to April 1, 1990 for such employees who attained age 70 ?4in 1988. For active employees who attained age 70 ?4prior to 1988, payments begin at actual retirement date, if later.

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Gannett Co., Inc. Retirement Plan

PART I@) (continued)

For employees receiving in-service benefits, benefits are recalculated each December 3 1 during employment and at actual retirement based on all service and earnings through that date and offset by a benefit which is the actuarial equivalent of the accumulated value of past benefit payments made. The offset may not reduce the benefit below the amount in payment status. For employees who attain age 70 % after 1998, payment of benefits does not commence until the participant's postponed retirement date. After age 70 % these participants receive annual accruals equal to the better of an actuarial increase or the regular annual accrual. The comparison is done starting with the January 1 of the second calendar year following the year age 70 ?4occurs. For the first applicable year, the value of the actuarial increase is measured fiom April 1. 15. Maximums on Benefits and Pay: All benefits and pay for any calendar year may not exceed the maximum limitations for that year as defined in the Internal Revenue Code. Dollar limits increase automatically as such changes become effective. [See Appendix E of this Part II(b).] 16. Transfers fiom Nonparticipating Unions to Participating Status: An employee who transfers fiom a nonparticipating collective bargaining unit and subsequently becomes a participant in this plan will receive credit for Service (for eligibility and vesting) prior to the date of transfer. Credited Service (for benefit accrual) accrues fiom date of participation in the prior plan, if any. If the employee was not covered by a pension plan prior to the date of transfer, Credited Service accrues from date of transfer only. 17. Actuarial Reserve (applies to United Advertising only): As of January 15, 1962, individual insurance contracts used to fund a plan that existed at that time were surrendered for their cash values, and all such cash values were retained as part of the Trust. In no case will any benefit be payable whose actuarial equivalent lump sum value is less than the respective cash value. 18. Covered Employees (applies only to employees previously covered under the provisions of the former Combined Pension Plan at Detroit): (a) A Covered Employee is any employee who did not make contributions under the plan at a time when contributions were required and who was a participant in the plan prior to January 1,1976. A Covered Employee who terminates or retires after completing ten or more years of Service is eligible for an additional retirement benefit based upon his accrued annuity credits as of December 3 1, 1975 under the provisions of the plan then in effect. Credited Service dates in the employee's personnel record reflect the date service accrual began for purposes of calculating the benefit under the current plan formula.

(b)

19. WWJ-TV Participants: Participants who terminated employment with WWJ-TV and commenced employment with the Post-Newsweek Stations, Michigan, Inc. on June 26, 1978 are 100% vested in their accrued benefit as of that date and shall accrue no further benefits. Accrued benefits as supplied in the employee's personnel record are payable at age 65 in the form of a 10-year certain and continuous annuity.

*For a participant with a vested benefit attributable to nonunion Service with a nonparticipating affiliate, Credited Service in 6(b)(i) shall include Credited Service with the nonparticipating affiliate

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Gannett Co., Inc. Retirement Plan

PART II(b) (continued)

20.

Transfer of Employment (applies to former Evening News Association properties only): Prior to January 1,1986: (a)
(b)

An employee continued to earn eligibility and vesting service while employed by entities which were related to, affiliated with or controlled by the employer.

The employee earned benefit accrual service only while actively participating in a plan. For any employee who was transferred by the employer to an entity which was related to, affiliated with or controlled by the employer, and who ceased to be a participant in one plan but became a participant in the plan of the related employer, compensation with the employer prior to the transfer and with the new employer after the transfer was recognized in both plans for purposes of determining any compensation-related accrued benefits.

(c)

Cost-of-Living Adjustment (applies to the Tucson Agency only): On each May 1, the Current Retirement Income which first became payable prior to the preceding January 1 will be adjusted by multiplying it by the ratio that the Consumer Price Index for January of the current year bears to the Consumer Price Index for January of the preceding year. The Current Retirement Income is the amount of retirement income derived from a participant's accrued benefit on December 3 1, 1983, payable on the April 30 preceding the date the cost-of-living adjustment is made. The amount of the Current Retirement Income after an adjustment shall not be more than 103% of the amount before the adjustment, or more than 150% or less than 100% of the amount determined at the time of retirement. 22. Transfers fi-om Union to Nonunion Status [Minneapolis (KARE-TV) onlyl: Minneapolis (KARETV) union employees who became participants on the date of acquisition (April 13, 1983) and later transfer to a nonunion position, prior to March 12, 1998, receive Credited Service back to the applicable date under the union provisions. Union members at decertification on March 12, 1998 receive Credited Service back to the date that would have been their participation date under this plan hade they originally been hired as a nonunion employee. For active union members at decertification, benefits payable from this plan will be offset by benefits payable fi-om the prior union plan for pre-acquisition service. Transfers Between Participating Unions and Nonunion Status: For participants who have transferred from a participating union to an eligible nonunion position, or visa versa, the applicable benefit formula is the one applicable to the participant's employment status as of the date of determination (termination, death, retirement or disablement). The benefit is based on all Credited Service granted while employed in both union and nonunion positions. The accrued benefit is subject to a minimum of the benefit accrued as of the date of transfer. For transfers into unions with career pay benefit formulas, the accrued benefit after the transfer date equals the accrued benefit as of the date of transfer plus career pay accruals for service after the date of transfer. 24. Transfers from Units Covered Under Multimedia Provisions: For participants who transfer from a Multimedia unit to a unit covered under other retirement plan provisions, the accrued benefit is the sum of (a) plus (b) below:

23.

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Gannett Co., Inc. Retirement Plan (a)
(b)

PART II(b) (continued)

For service prior to transfer date, the Multimedia benefit formula based on average earnings and the Social Security benefit as of the determination date, plus For service after transfer, a future-servicebenefit under the applicable provisions of this Part II(b), i.e., a benefit based on service after date of transfer only. The 35-year limit on Credited Service includes service prior to the transfer date. This applies to all transfers from Multimedia, including those who transfenred prior to the April 1,1996 plan merger. For participants who die after such a transfer, any preretirement spouses' death benefits payable will be based on the 100% contingent annuity form of payment.

25. 26.
I

Service with a Nonparticipating Affiliate: In general, Service with a nonparticipating affiliate does not count as Credited Service unless otherwise specifically stated. Special Early Retirement Programs: (a) Detroit - News (prior to formation of the Agency): EliEiibilitv: Advertising Department employees covered under the provisions of the prior Combined Plan, who attain age 60 on or before December 3 1, 1987, and retire on or before November 1,1987. Benefits: Accrued benefit unreduced for early retirement, payable immediately, plus a temporary supplement equal to the estimated age 65 Primary Social Security Benefit earned to date, payable until age 65.

,

I
(c)

i

(b)

Wilmington: Eligbilitv: Certain employees who attain age 58 on or before December 3 1, 1989. Benefits: Early retirement benefit plus a temporary supplement equal to the estimated age 65 Primary Social Security Benefit earned to date, payable until age 65. Detroit Newspaper Agency: Eligbilitv: Production and Circulation Department nonunion employees who attain age 55 on or before December 31, 1990 and retire on or before January 1, 1991. Benefits: Accrued benefit reduced 5% per year for each month retirement precedes age 60, plus a temporary supplement payable until age 62 or for two years, if longer. The supplement equals the Primary Social Security Benefit earned to date, payable at the age supplemental payments cease.

(d) Wilmington:

*For a participant with a vested benefit attributable to nonunion Service with a nonparticipating affiliate, Credited Service in 6(b)(i) shall include Credited Service with the nonparticipating affiliate

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Gannett Co., Inc. Retirement Plan

PART II(b) (continued)

Elinibility: Circulation and Editorial Department employees whose age plus service is at least equal to 90 on or before December 31, 1990 and who retire on or before March 1, 1991. Benefits: Early retirement benefit plus a temporary supplement equal to the estimated age 65 Primary Social Security Benefit earned to date, payable for two years. Denver (K*USA): Eligibility: Participants who attain age 55 and complete five years of Service on or before December 3 1, 1991 and retire on or before April 1, 1992. Benefits: Accrued benefit reduced 5% per year for each month retirement precedes age 60, plus a temporary supplement payable until age 62 or for two years, if longer. The supplement equals the Primary Social Security Benefit earned to date, prorated over 35 years of Credited Service, and payable at the age supplemental payments cease.
(f)

(e)

Detroit Newspaper Agency: Eligibility: Vested nonunion employees who attain age 55 on or before December 3 1, 1991 and retire on or before January 1, 1992. Benefits: Accrued benefit reduced 5% per year for each month retirement precedes age 60, plus a temporary supplement payable until age 62 or for two years, if longer. The supplement equals the Primary Social Security Benefit earned to date, payable at the age supplemental payments cease.

(g)

Detroit Newspaper Agency: Eligibility: Vested Maintenance employees who attain age 55 on or before August 1, 1992 and retire on or before August 1, 1992. Benefits: Accrued benefit reduced 5% per year for each month retirement precedes age 60.

(h) Detroit Newspaper Agency: Eligibility: Circulation Department employees who attain age 55 and complete five years of Service on or before July 1, 1992 and retire on or before December 3 1, 1992. Benefits: Accrued benefit reduced 5% per year for each month retirement precedes age 60, plus a temporary supplement payable until age 62 or for two years, if longer. The supplement equals the Primary Social Security Benefit earned to date, payable at the age supplemental payments cease. (i) Denver (K*USA): Elinibilitv: Engineering Department employees who attain age 59 and complete five years of Service on or before December 3 1, 1994 and retire on or before January 1, 1995. Benefits: Accrued benefit reduced 5% per year for each month retirement precedes age 60, plus a temporary supplement payable until age 62 or for two years, if longer. The

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Gannett Co., Inc. Retirement Plan

PART II(b) (continued)

supplement equals the Primary Social Security Benefit earned to date, prorated over 35 years of Credited Service, and payable at the age supplemental payments cease.
)

Vineland: Eli~bilitv:Composing Department employees who attain age 55 and complete at least five years of Service on or before December 1,1995 and retire on December 1, 1995. Benefits: Early retirement benefit plus temporary supplemental payments, payable for two years, equal to the Primary Social Security Benefit earned to date, prorated over 35 years of Credited Service, and based on a first payment date as of the date supplemental payments cease.

(k) Detroit Newspaper Agency: Eligibility: Circulation, LaborILegal, Market Development, Marketing, Operations, Production Departments7nonunion employees who attain age 55 and complete at least five years of service on or before December 3 1,1998 and retire on or before April 1,1999. Certain highly-compensated employees were excluded from this offer. Benefits: Accrued benefit reduced 5% per year for each month retirement precedes age 60, plus a temporary supplement payable until age 62 or for two years, if longer. The supplement equals the Primary Social Security Benefit earned to date, payable at the age supplemental payments cease. (1) Detroit Newspaper Agency: Eligibility: Circulation, LaborILegal, Market Development, Marketing, Operations, Production Departments7nonunion employees who attain age 55 and complete at least ten years of service on or before July 3 1,2001 and retire on or before September 1,2001. Certain highly-compensated employees were excluded from this offer. Benefits: Accrued benefit reduced 5% per year for each month retirement precedes age 60, plus a temporary supplement payable until age 62 or for two years, if longer. The supplement equals the Primary Social Security Benefit earned to date, payable at the age supplemental payments cease. (m) Wilinington: Eli~bility:Non-Union employees of certain departments who attain age 60 and complete at least 10 years of service on or before December 3 1,2002 and retire on or before March 1, 2002. Benefits: Accrued benefit based on age at retirement plus three additional years and Credited Service at retirement plus three additional years. There will be no reduction in benefits due to early retirement for those participants that are at least age 60 with at least 30 years of service as of their actual retirement date, taking into account the three additional years of age and service. In addition, an extra $50 per month in pension benefits is paid to *For a participant with a vested benefit attributable to nonunion Service with a nonparticipating affiliate, Credited Service in 6(b)(i) shall include Credited Service with the nonparticipating affiliate

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I

Gannett Co., Inc. Retirement Plan

PART II(b) (continued)

participants who are over age 65 as of their retirement date for a 24 month period to offset a portion of the costs associated with Medicare. (n) Cincinnati: Eli~bilitv: Non-Union employees of certain departments who attain age 59 and complete at least 10 years of service on or before February 28,2002 and retire on or before April 1, 2002. Benefits: Accrued benefit based on age at retirement plus three additional years and Credited Service at retirement plus three additional years plus a temporary supplement payable until age 62 for two years, if longer. The supplement equals the Primary Social Security Benefit earned to date, payable at the age supplemental payments cease. In addition, an extra $50 per month in pension benefits is paid to participants who are over age 65 as of their retirement date for a 24 month period to offset a portion of the costs associated with Medicare.

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GANNETT CO., INC. RETIREMENT PLAN PLAN PROVISIONS

PART II(b) Appendix A

This appendix contains descriptions of the service items used for benefit accrual and vesting and eligibility purposes as defined under the terms of the various provisions in effect on December 3 1, 1988, and as used to determine Service and Credited Service prior to January 1, 1989 under the current provisions. 1. Camden - Suburban: (a) Credited Service (used for both benefit accrual and vesting and elifibilitv): Service from date employed to the earlier of termination or retirement.
2.

Wilmington: (a) Service: An employee's period of uninterrupted service including all periods of service with the Armed Forces up to four years, any authorized leaves of absence, periods of disability of up to one year, and all periods of part-time service. Service is interrupted by a plan year (after 1974) in which less than 501 hours of service are completed unless absent for the reasons specified above other than part-time service. An employee must be actively employed for at least 1,000 hours in the plan year in order to be credited with a year of Service unless absent for the reasons specified above other than part-time service. Credited Service: Completed years of Service, excluding leaves of absence in excess of 90 days.

(b)

3.

CCC and Cincinnati: (a) Service: In general, all service from a participant's date of employment or date of acquisition, if later. For certain employees, service prior to acquisition is included. Employees of The Cincinnati Enquirer receive credit for all continuous uninterrupted employment with the Enquirer. KARE, WLVI, WDAE-AM, KKBQ, KHKS, KCMO/KCMO-FM, KNUA, K*USA, WFMY, WTLV and Gannett Transit employees receive credit for all service from date of employment. Credited Service: In general, all service as a participant but excluding any service prior to the date of acquisition. For KARE employees, certain service prior to acquisition is included (for all KARE employees other than those who were union members on date of acquisition and transferred to a nonunion position prior to March 12,1998). For employees who became participants as of January 1, 1969, service prior to January 1, 1969 is included. For any employee who was not a participant in the plan as of January 1,1976 due to being a part-time or temporary employee, service prior to January 1, 1976 is excluded.

(b)